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Anheuser-Busch Rejects InBev Proposal

Anheuser-Busch Cos. Inc. announces that its board of directors unanimously determined that the unsolicited, non-binding proposal by InBev to acquire all outstanding shares of Anheuser-Busch for $65 per share is financially inadequate and not in the best interests of Anheuser-Busch shareholders.

"InBev's proposal significantly undervalues the unique assets and prospects of Anheuser-Busch," says Patrick Stokes, chairman of the board for the company. "The proposed price does not reflect the strength of Anheuser-Busch's global, iconic brands Bud Light and Budweiser, the top two selling beer brands in the world, with Budweiser selling in more than 80 countries today. The proposal also undervalues the earnings growth actions that the company had already planned, which have significant potential for shareholder value creation; the company's market position in the United States, the most-profitable beer market in the world; and the high value of its existing strategic investments."

The board thoroughly studied the proposal with independent financial and legal advisers on multiple occasions during the two-week period since the proposal was made, and the board's independent directors also met alone to fully examine its merits. The board then communicated its decision in a letter sent from August A. Busch IV, president and chief executive officer of Anheuser-Busch, to Carlos Brito, chief executive officer of InBev.

Meanwhile, InBev remains committed to its proposed combination with Anheuser-Busch and its offer of $65 per-share in cash. InBev's strong preference is to enter into a constructive dialogue with Anheuser-Busch to achieve a friendly combination that comprehensively addresses the interests of all constituents.

At the same time, InBev is also seeking a declaratory ruling in Delaware regarding alternative routes to progress the combination to ensure that Anheuser-Busch shareholders preserve their voice in the process. InBev stated further that it filed suit in Delaware Chancery Court seeking a judgment to confirm that shareholders acting by written consent may under Delaware law remove without cause all thirteen of the present Anheuser-Busch directors, including the five elected in 2006.
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